She Cares Mark Two
by Grey's Princess
Summary: My little backstory for Gwen and Kevin, set two years after the first series. AU.
1. Chapter 1

**So for those of you who were following the original version of this story, it's finally here! She Cares Mark 2! And only six months after promised!**

**For those of you who are new readers, allow me to explain the background to this a little. This is going to be AU as per some of the stuff I just found out online, but I really always thought it was kind of odd the way Gwen and Kevin were already fairly comfortable around each other in Ben 10 Returns, so I came up with a bit of a backstory to try and explain the events. This story is very loosely based off the song "She Cares" by Styx, so if you've never heard it, I seriously recommend it. It really fits Kevin and Gwen well, I think. Anyway, enjoy!**

**Disclaimer: If I owned Ben 10, Kevin and Gwen would have kissed by now.**

I had that dream again.

It always started out the same way, just exactly like any of my dreams did. Nothing but flashes of color rising forth out of the darkness to disturb my otherwise peaceful sleep. But then the colors began to take form, just as they _always_ did, just as they _always_ had to, and as colors became shapes, I found myself in the Null Void.

Two years. It had been two years since I'd even been in the Null Void last, that summer with Grandpa when Ben just _had_ to pick up the stupid watch and launch us into all this trouble. Yet somehow, every detail had etched itself into my brain in perfect clarity. It was all there, every detail, every fiber, every foul creature I'd had the misfortune to encounter. If I was perfectly honest, one foul creature stood out to me in particular, but I wasn't about to admit that to anyone. Even the portal was exact, crackling just the way it always had as I fought my way toward it.

I was not alone, of course, as I shot toward the violently hissing sphere of light that was my only ticket out of this living hell. I was never alone in these dreams, and it was the one thing that confused me above all else. It wasn't the fact I had a companion that confused me, though. It was the companion himself that threw me off. For the person- or rather, creature- with me was none other than the foul inhabitant of the Null Void I remembered the best, a rather horrifying amalgam of creatures straight from Ben's omnitrix.

This was one of those dreams where you watched yourself from above, as if you were just some bystander and not the person fighting for their life, and that was one of the things that always confused me. The version of me I could see from above had grown with me, the awkward little ten-year-old I had been on my last visit to the Null Void having been replaced by my twelve-year-old self, complete with the curls I'd begun to wear in my hair. But my mutated companion hadn't changed a bit from the last time I'd seen him. There was probably a logical explanation to this, of course- I probably just couldn't imagine him any older, since I didn't know a thing about alien aging- but that didn't make it any less frustrating.

But it was the next part of the dream that always concerned me the most. I would always make it back to the portal just in the nick of time, launching myself through it.

The dream changed again, and suddenly the mutant was in human form, smiling at me as if I'd been his best friend for years- which, of course, I hadn't. The mutant-turned-freak opened his mouth to speak-

And I woke up.

With a sigh, I turned on the light on my bookshelf. I wasn't even going to try and get back to sleep at this point- I knew from experience I was doomed to lie in bed awake for hours either way, so why bother? I might as well try and do something constructive. Like try and figure out why I was having this dream.

It wasn't in the least bit logical. Sure, the Null Void was a pretty scary place, and I was bound to have the occasional nightmare about it, but why was it the one event of that summer that kept replaying in my mind? I'd seen plenty of other scary stuff, so why did this stand out? Especially now, two whole years after it had all happened?

And why Kevin? I'd met plenty of new people that summer, so why was my subconscious singling out Kevin? He certainly wasn't the nicest person I'd met. He was nothing but a thief and a crook, and besides, I didn't particularly enjoy being kidnapped. Needless to say, there was no love lost between me and Kevin, and I couldn't think of one reason I would help him out of the Null Void. That was probably completely against some galactic law.

So what was the deal here? Usually when I had recurring dreams like this, they would be trying to tell me something, so what was it this time? Was there some reason I was _supposed_ to help Kevin escape?

And if, by some trick of fate, that was what I was supposed to do, what of the part where he was human again? Was I supposed to do that, too? How? I wondered if it had something to do with my magic. I'd gotten much better at it, after all, watching it turn from the baby blue it had once been to a deep indigo. I could do all kinds of things now, like put up weak shields and sometimes even make magical stairs. I'd even managed to cast a few spells without talking before. Could I change Kevin back, too?

What if I did, though? What would Kevin be like? Would he still be the petty criminal he had been two years ago, or would he have changed? I wasn't sure if it was worth the risk. It _wasn't _worth the risk, if I factored in the dangers of the Null Void and the possibly breaking the law and the not having any valid reason to do this.

One thing was for sure, though- this dream wasn't going to leave me alone until I did something about it. And what could be so wrong about helping Kevin out? After all, it kind of was our fault he was in there in the first place, and I couldn't be breaking any really major law if they made portable Null Void projectors like the one Grandpa Max had. Kevin might have changed, too. At any rate, I doubted he would be such a hothead about trying to get himself in trouble after having to survive all that. Besides, if he hadn't changed, I could probably change him myself. I was planning on changing him back to normal physically, why couldn't I do it emotionally as well?

Well, that was it, then. I was going to do it. Just to stop my dreams, of course. But I wouldn't be able to do it without work. And I had a plan. Step one- visit Grandpa Max. There was a Null Void projector I had to borrow, and this Saturday was the day to do it.

I turned my bedside lamp off, and rolled back over to go to sleep. _Planning a jailbreak,_ I thought as I drifted off to sleep. _This could be fun._

**Ta-da! Chapter 1! I hope you enjoyed it, everyone! I'll try and get chapter 2 up soon, I promise. For now, tell me what you think!**

**~M4**


	2. Chapter 2

**Wow, you guys! Chapter Two! Pretty impressive, considering the ridiculous amount of homework I have these days! Anyway, I hope you enjoy it, and I would greatly appreciate if you'd drop me a line and tell me what you think via reviews!**

**Disclaimer: It's one o' clock in the morning. Chances are, by the time I wake up tomorrow (today?) I won't even remember writing this AN. What makes you think I can come up with a disclaimer?**

"It was really nice of you to come see me, Gwen," Grandpa said, smiling as I waved goodbye to him. "I enjoyed talking to you. Just like old times, huh?" I could only nod at this as I felt the guilt build in my stomach. If he knew why I was really here...

But I couldn't _ever_ let him know why I was here, so instead I just smiled back and said, "No problem. I had fun!"

I waved a final goodbye over my shoulder, then jumped on my bike to go home, regulating my breathing so I wouldn't give anything away. I scarcely made it out of sight before my excitement won over and I had to peek into my bag to make sure I'd succeeded. Everything I needed was in there- the Null Void projector, the suit, and those interesting hand grenades that had helped so much before. A thrill ran through my spine as I realized the implications of what I'd just done. I was supposedly the good child in the family, and here I was stealing from my grandfather! It was the most rebellious thing I'd ever done, and it shocked even me. Was getting Kevin out of the Null Void really that important to me? Either way, it was a good thing I had my magic- otherwise getting these things out of the Rustbucket undetected would have been impossible. It nearly _was_ impossible, all things considered.

But phase one was complete now, and there was no point looking back. On to phase two. After checking my bag once more at home and stashing it behind my bed and out of sight, I picked up the phone to dial my best friend Julie.

After the third ring I heard the familiar sound of her popping her gum on the other end. "Yeah?"

"Hey, Julie. It's Gwen. I could use some help on something..."

_KPOV_

Two years. Two long, stinking years.

If I ever got out of here, Tennyson was going to hear it from me.

I'd always been the kind to look down on the people who stop thinking of it as living and start thinking of it as surviving. That is, until I got there myself. Now, I understood why. Now I could see it clearly- I was screwed.

This just plain pissed me off! Two years stuck in this neverending nightmare of a place, without even the excuse of humanity to keep me sane. For me, there was no such thing as humanity. Tennyson had made sure of that. But who needs humanity? They could leave me out as long as they wanted to. I just wanted out of here.

There was nothing here. Just... void. The "monsters" didn't even pose enough of a threat to be worth mentioning. What I wouldn't give to get out of here. To get my powers back- my body back. To live my life, instead of just surviving it.

I wondered if I'd really been here two years. That's what it felt like to me, but who knows if time worked the same way here as on Earth? I _hoped _it ran the same. Wouldn't it be just my luck to find out I'd missed a hundred years when I finally broke out of this hellhole? This was madness!

Two years. You'd better run, Tennyson.

_GPOV_

"So I'm doing what, again?" Julie asked, popping her gum loudly and eyeing the projector with suspicion.

"Just pull the trigger and hold it steady. It'll be fine," I assured her, struggling with the tiny belt I'd "borrowed" from Grandpa Max. I'd given up any hope of fitting into the suit- I _had_ been ten last time I wore it- but the belt was indespensable. It was my way out.

"And are you sure Ben can't come?"

I sighed. Would she _ever_ get over her crush on my cousin? "You know he can't be here, Julie, I already told you. For one thing, I don't want him to know what I'm doing. He'd kill me. For another, I really can't have you distracted. I don't want to be stuck on the other end forever. I have a history test tomorrow, anyway. So no."

"Fine. Are you ready yet?"

Everything seemed in place. "Aim it there," I instructed her, pointing to a spot that looked soft enough. I didn't exactly want to break an arm or something jumping through the portal.

She obeyed, and pulled the trigger. I winced at the sound of reality ripping apart. Or had my fear made me imagine that?

Julie frowned. "Are you sure about this? It doesn't sound to me like you owe this Kevin guy anything."

She was exactly right there. I had no idea where Kevin would be in the Null Void, for one thing. And I_ didn't_ owe him anything, other than maybe kicking his butt for all the crap he'd put us through. But I owed it to myself. "I have to be." So before I could try and change my mind, I bent my legs and jumped into the portal, into possible doom.

_KPOV_

It was startlingly quiet, which was never a good sign in the Null Void. Usually there was the racket of some odd creature attacking another. But nothing. No clashing, nothing.

Then, the sound of the space-time continuum ripping apart resounded directly above me, and out of the rip toppled a small figure.

At first I was too stunned by the fact that a portal back to earth- the one thing I'd been hoping to see most- was open right above me and _someone_ had landed on me (hard) to think straight. But as the figure struggled to climb off me , I got a better look at them.

She looked about a year younger than me, maybe a little more. Her short red hair was done up in immaculate curls and she was busy dusting herself off from her shaky landing. For the strangest reason, I felt as if I knew her. I hedged a guess. "Tennyson's sister, right?" Belatedly, I realized that that would make her a Tennyson, too, and then I felt really stupid. Oh, well. Details like that weren't really important.

"Cousin," she corrected. "Gwen. Look, I'm here to help you."

That made about as much sense as the rest of this illogical place- I hadn't exactly been any chummier with her than I had with her brother. Cousin. It threw me off for a second that she would want to help me. Which might explain why the next thing that came out of my mouth had absolutely no thought behind it. "Who says I want your help?"

See? No thought. Of _course _I wanted her help. Anything to get me out of here.

She grinned triumphantly- Strange. I still remembered that grin. It was one of a kind. And I'd been too stupid to figure out who she was at first?- and told me in a tone that said she was sure she would get exactly what she wanted, "You want my help because I can get you out of here. And I might be able to help you with your-" she eyed my mutated form and frowned, searching for a diplomatic word- "that."

I wanted to believe her. I really did. I had been stuck as this mess so long that anything anyone could do should have been fine by me. But she was Tennyson's sister! Cousin! Whatever! "Uh-huh. And I'm supposed to believe that because...?"

Without a word, Gwen raised a hand, concentrating, and launched an indigo ball of mana into the air behind me at- well, who knows what? The Null Void was just that: a void. She could have just as easily been aiming for her imaginary friend.

So. It seemed there was some alien blood in the family. Maybe she could get me back to normal. And who was I to turn down such a generous offer? "All right, then. Lead the way."

She smiled that same triumphant smile and pointed above us at the still gaping portal. So there was someone maintaining the base. Maybe it would be Tennyson. I smiled. The first thing I was going to do back on Earth was track that little twerp down. "Ladies first."

**There you have it- the... that thing. I need sleep now- one AM is really late for me, and I still stayed up for you people. Enjoy your life, and review! Ooh, and what do you think of "Fool's Gold"? I probably gave everyone withing a one block radius of my house a heart attack I screamed so loud at the end ("I'm gonna KILL you!!")! Anyway, there's the button. You know what to do with it.**

**M4**


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